Surviving Entities means, collectively, the Surviving Acquiror Entity and the Surviving Myx Entity.
Surviving Myx Entity means the surviving entity following the consummation of the Myx Merger.
Surviving Provisions has the meaning specified in Section 10.02.
Tax means (a) any federal, state, provincial, territorial, local, foreign and other tax, charge, impost, levy, duty, or governmental assessment of any kind in the nature of a tax, including alternative or add-on minimum, net income, franchise, gross income, adjusted gross income, gross receipts, employment related (including employee withholding or employer payroll), ad valorem, transfer, franchise, license, sales, use, excise, severance, stamp, occupation, premium, personal property, real property, capital stock, profits, disability, registration, value added, or estimated tax, together with any interest, penalty, addition to tax or additional amount imposed with respect thereto (or in lieu thereof), (b) any liability for, or in respect of, any item described in clause (a) of this definition as a result of being a member of an affiliated, combined, consolidated, unitary or other group for Tax purposes, including under Treasury Regulations Section 1.1502-6 (or any similar or corresponding provision of state, local or foreign Law), and (c) any liability for, or in respect of, any item described in clauses (a) or (b) of this definition as a transferee or successor.
Tax Return means any return, report, statement, refund claim, declaration, information return, estimate or other document filed or required to be filed in respect of Taxes, including any schedule or attachment thereto and including any amendments thereof.
Termination Date has the meaning specified in Section 10.01(c).
Trade Controls has the meaning specified in Section 4.27(a).
Trade Secrets means, collectively, trade secrets, know-how, confidential research and development information, formulae, confidential price and cost information, processes, and other confidential information or proprietary rights.
Trainer means each trainer listed on Schedule 1.01(g).
Transaction Agreements shall mean this Agreement, the Sponsor Agreement, the BB Support Agreement, the Myx Support Agreement, the Subscription Agreements, the Registration Rights Agreement, the Acquiror Charter, the Acquiror Bylaws, and all the agreements, documents, instruments and certificates entered into in connection herewith or therewith and any and all exhibits and schedules thereto.
Transaction Litigation has the meaning specified in Section 8.01(c).
Transactions means the transaction contemplated by this Agreement, including the Mergers.
Transfer Taxes has the meaning specified in Section 8.04(c).
Treasury Regulations means the regulations promulgated under the Code.
Trust Account has the meaning specified in Section 5.06.
Trust Agreement has the meaning specified in Section 5.06.
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